The Network Connection, Inc. Signs Definitive Agreement With Interactive
Flight Technologies, Inc.
(Business Wire; 05/03/99)
ALPHARETTA, GA. (May 3) BUSINESS WIRE -MAY 3, 1999--THE NETWORK CONNECTION,
INC. (TNCi) (Nasdaq: TNCX) has signed a definitive asset purchase and sale
agreement with INTERACTIVE FLIGHT TECHNOLOGIES, INC. (IFT) (Nasdaq: FLYT),
Wilbur L. Riner, Chairman and CEO of TNCi, announced today.
Under the terms of the transaction IFT will merge the business of its
Interactive Entertainment Division plus $5 million in cash for newly issued
shares of TNCi stock, providing IFT with a 60% interest in the Company.
The merger is scheduled to close on or before May 15, 1999, primarily subject
to completion of a fairness opinion, as well as other conditions set forth in
the definitive agreement.
Mr. Riner stated that, "As a show of confidence in the transaction and of its
commitment to TNCi, IFT has already advanced to TNCi $750,000 toward the $5
million investment, and has been providing TNCi with substantial assistance
toward furthering its business prospects through proactive management
involvement since signing the Letter of Intent on February 4, 1999. In
addition, IFT is purchasing from a third party 1, 500 shares of TNCi's Series B
8% Convertible Preferred Stock, adding another $2,300,000 to its investment in
TNCi."
Separately, effective April 25, 1999, TNCi has accepted the resignation of its
two independent outside directors, Arthur Bauer and Marc Doyle, who will be
replaced with IFT appointed directors, after completion of the merger.
Additionally, the Company announced that it has received notification from
both NASDAQ and the Boston Stock Exchange that it no longer meets the
requirements for continued listing, and that it must submit to NASDAQ and the
Boston Stock Exchange its proposal for achieving compliance within a specified
date. The Company believes that this transaction with IFT should allow TNCi to
meet the listing requirements.
TNCi designs, manufactures and installs interactive information and
entertainment systems which are used to deliver a personal, on-demand, full-
motion video experience to passengers via high performance networks in aircraft
(AirView[R]), cruise ships (CruiseView[tm]), trains (TrainView[R]) and hotels
(InnView[tm]). This is achieved by the use of TNCi's family of Cheetah Video
Servers and transPORTAL tools. (See more about TNCi at http://www.tncx.com)
IFT's computer-based In-Flight Entertainment System provides aircraft
passengers the opportunity to view movies, to play computer games and, where
permitted, to gamble through an in-seat video touch screen. The system can also
support interactive advertising and shopping.
Statements in this press release that are not descriptions of historical facts
may be forward-looking statements that are subject to risks and uncertainties,
including economic, competitive and technological factors affecting the
Company's operations, markets, products, services and prices, as well as other
specific factors discussed in the Company's filings with the Securities and
Exchange Commission. These and other factors may cause actual results to differ
materially from those anticipated.
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